Infinity Train: The Feline Passenger
by iDuckFics
Summary: Brooklyn Hayes (from the YouTube series Littlest Pet Shop: Popular) was on her way back from school one night when she encountered a mysterious train. Now she has to face her biggest fears and make new friends to get off.
1. Chapter One: The Plain Car

**Author's Note: Wow, I can't believe I actually wrote a fanfic! I came up with the idea for this a couple weeks ago on a whim. I just thought that the Infinity Train was a great way of getting poor Brooke the therapy she clearly needs. I love Infinity Train, and am also nostalgic for LPS: Popular (which is owned by sophiegtv, by the way. Please go check it out if you haven't already). For people reading this after it was initially published, this fanfic takes place in an alternate timeline which contradicts both canons after Book 2 of Infinity Train and episode 29 of LPS: Popular (the most recent at the time of publishing). Please note that the rating is subject to change. Also, please don't take this too seriously. I just wrote this for fun because I thought it would be a great "what if?" scenario.**

**Chapter One: The Plain Car**

Everything seemed to be going perfectly for Brooklyn Hayes. The blonde, blue-eyed cat had successfully blackmailed her former-best-friend-turned-rival Savannah Reed into breaking up with Sage Bond, the hottest guy in school, Rachel and Alicia were back on her side, and Operation: Barbecue the Sausage was ready to go. There was only one problem.

There was a train in the way.

Brooke was on her way back from school, ready to get some rest before she could see Savvy lose the last bit of clout she had left, and the one thing that was stopping her was a freaking train. She never noticed the train tracks crossing this stretch of road before, and she couldn't just drive around it. She parked her car and got out. The train had stopped in the middle of the road, and on both sides it stretched farther than the eye could see. She quickly realized that the only thing she could do was get inside. "I can't believe I'm getting on this train," said Brooke, "but if it's what I have to do to get some rest, I guess I have no other choice". She stepped on the train, and suddenly everything went black.

* * *

When Brooke woke up, all she could see in front of her was a monitor playing a video of a white, spherical robot with short stubby legs. _"Welcome aboard, new passenger!"_ said the robot. _"I'm your conductor, One!" "One." "Once you wipe those grubby little peepers, you'll probably have a looooot of questions like 'where am I?' 'Why am I here?' 'Are snacks provided?'"_

Brooke had a lot of questions about this, so she turned around to try and see her surroundings. It certainly looked normal for the standards of her world, but to anyone else, it just looked like an internet video filmed with plastic toys on someone's desk, with grass that looked like it was made out of cut up paper leaning up against a wall in the background. She decided to keep watching the video to see if she could make sense of what was going on.

_"This is a train where you sort out your problems"_ continued the robot.

"But I don't have any problems!" whined Brooke, having ignored the part of the video where the robot said that it was pre-recorded.

_"How about that number on your hand? Pretty cool and green!"_ the robot said cheerfully. _"Every passenger has one"_. Brooke looked down at her paw. She was shocked to see that it now had a glowing green number on it, which said "299". _"The numbers are made by the train based on your life, in order to help you have the most personalized experience we can offer!" _the robot explained. _"If you want to go home, get your number down to zero and _poof_! Away you go!" "I'm a zero." "But always remember there are lots of denizens along the way to help you on your journey. Don't be afraid to reach out!" "Unless the denizen is one of those monsters with more teeth than body." "Remember, you can't spell 'escape' with 'companionship'. Uh, 'companion-shape?' 'Companion-scape!'"_

Brooke found the whole thing quite strange. "Could this get any weirder?" she asked. As if right on cue, another passenger walked right into her line of sight. This one was a human boy, somewhere in his early twenties, who wore a pair of Chuck Taylors, black pants, a white shirt with a black suit jacket over it, and a baseball cap with a Triforce symbol on it. He was caucasian, his ears were pierced, and he had blonde hair. Brooke did not know what to think of this at all. She had never seen a human being before. "So, do you live here?" asked the human. All Brooke could do was question the human.

"What the heck _are_ you? You look like a monkey, yet you only have fur on your head and you stand up like a bird! Most of your body is covered in clothes! And your paws look like they have sausages coming out of them!"

The boy objected to her claims. "You didn't answer my question!"

"I've never seen a creature like you before. You have a lot of explaining to do!"

"So you've never seen a human before?"

"A hu-what?"

"I'm a human! Where I come from, we are pretty much the dominant species."

"You mean you guys don't just interact with different types of animals?"

"Well, it's kind of hard to describe to someone who's never even seen a human before. By the way, my name's Zachary Livingston. But you can call me Zac."

Brooke was shocked by the affection this human gave her. She did not feel like being kind to this stranger. But she figured that if she wanted to find more about what was going on here, she might as well tell him her name too. "I'm Brooklyn Hayes, but other pets call me Brooke".

"Nice to meet you, Brooklyn".

This particular act of affection crossed the line for her. "Don't call me Brooklyn! I only want people who I actually like to do that!"

"Sorry…"

Before Zac could say anything else, a tiny grey corgi puppy ran from behind his legs. Somehow Brooke was too focused on the human to notice the dog.

"Hi, I'm Oliver!", the puppy said in an adorable, childlike voice.

"Oh dog…" muttered Brooke. She did not get along with younger pets at all. To her, they were like parrots who just copied the latest trends without understanding which ones were any good. In fact, all of them just felt out of touch with reality to her.

"Sorry about that" Zac apologized. "He just gets excited when we visit new cars."

"What?"

"Oh look, I see the exit!" exclaimed Zac. There just so happened to be a door nearby. It was red with a gold, infinity-shaped knob in the center. The puppy followed Zac to the door. Brooke was so curious by this door that she couldn't help but follow them too.

Zac turned the knob and opened the door. What Brooke saw outside made her speechless. She had never seen anything like it before. The place where she woke up was actually a car on the train. Outside the train was a barren wasteland with a red sky, but the detail in both the sky and terrain was far more detailed than anything in Brooke's world. On top of that, the train she was currently on was far bigger than the train Brooke initially boarded that one fateful night. Eventually, Brooke finally asked "What is this place?". However, by the time she asked, Zac and Oliver were entering the next car.

The inside of the car was covered in a grid pattern. Touching the squares on the grid would make these cubes appear, which Zac and Oliver used to create all kinds of shapes and objects. Brooke was baffled by this car, but was curious about a specific shape that Zac made.

"What the heck is that?" asked Brooke.

"It's a Rupee from Legend of Zelda" said Zac.

"Never heard of it".

"It's my favorite video game!"

"Well, I just so happen to hate video games. Those are for nerds. You know, come to think of it, you are just a huge nerd and so is that dog. I'm getting out of here".

Brooke tried to open the door at the exit of the car, but she was unable to turn it. "That's strange" said Brooke. "Usually my paws will just stick to the doorknob so I can turn it".

Zac and Oliver laughed at Brooke. This angered her quite a bit. Never since Rachel foiled her initial plan to ruin Savvy's fur was she so angry. She started to rant. "STOP LAUGHING AT ME! I'M THE MOST POPULAR GIRL AT SCHOOL! WHAT AM I EVEN DOING ON THIS STUPID TRAIN WHERE I CAN'T EVEN OPEN DOORS!"

"What are you talking about? I thought you lived on this train like my friend Oliver." asked Zac.

Oliver explained his situation to Brooke. "I come from a place on the train called Corginia. I've looked up to King Atticus so much ever since he told us corgis about his adventure on the train to save our land. Atticus is a hero, and I want to be a hero too! So when I met Zac, I insisted on exploring the train with him".

"Well, I'm stuck on this stupid train with this stupid number on my paw." complained Brooke. She showed the boys her paw.

"You have a number too?" Zac asked. He showed Brooke his number. It was at 151, about half of Brooke's number. "That means we get to explore this train together!"

"No, it doesn't!" objected Brooke. "But since I opened the door, I guess I have no choice but to join you weirdos."

"That's the spirit!" said Zac. He opened the door so the animals could follow him.

"Why am I even on this train?" thought Brooke. The reality of her situation quickly sunk in. She was stuck on the train with two strangers who she found weird and annoying, and she didn't even know why she had a number. She knew she would be on the train for a while.


	2. Chapter Two: The Beach Car

**Chapter Two: The Beach Car**

Brooke had spent a couple days with Zac and Oliver and her opinions on them still hadn't changed. To her, they were still the same annoying weirdos that she was only following around through car after car because she couldn't open doors for some reason. To make things worse, her number was still 299, the same that it was when she first woke up on the train.

She did not know what to expect when they entered the Beach Car. The car looked normal at first (by train standards, of course), except in the distance they saw another cat. This feline was cream colored, wearing a vest with a tie, with a sleeveless shirt and collar underneath. It was talking to a sentient blob of water. Zac, Oliver, and Brooke decided to move closer to them so they could hear their conversation more clearly.

"So, Randall, how's the donut holer business going?" asked the cat.

"It's going pretty well" said Randall the water creature. "They're selling like hotcakes around here!"

"That's good to hear" said the cat. Randall was still clueless to the fact that the cat had conned him into selling a bunch of pipes as these devices which she claimed could turn lots of things into donuts.

"I could use a bit more help with the business, though. Do you know where I can find some?"

The cat quickly noticed the passengers and the puppy. "I see we have some guests with us today. Perhaps they can help us with our brilliant scheme?"

The visitors introduced themselves.

"My name's Zac."

"I'm Oliver!"

"Um, my name is Brooklyn Hayes. But you should call me Brooke". She found it quite interesting that there was another cat on this train. She was tempted to ask her so many questions but something compelled her to be… polite to this other cat. She didn't quite understand why, but there was something that captivated her about this sharply dressed feline.

"Hi, I'm Randall, and I could really use some help selling these donut holers. You three seem to be good candidates."

"Um, sure. You certainly are an interesting person" said Zac.

"Wow! I'm getting really great at marketing. He called me interesting!" said Randall. The cat looked at him in a weird way, baffled by how easily impressed Randall was. Perhaps he wasn't the sharpest tool in the shed. Zac and Oliver left to help Randall, but Brooke decided to stay behind because she found the cat more interesting.

The cat was surprised to see another of her kind. "_Je n'en crois pas mes yeux!_ Is that another cat I see?"

Brooke was startled by the other cat's question. "Yeah…"

"How did a kitten like you end up here? I heard that a passenger named Brooklyn Hayes ended up on the train, but I didn't expect her to be a _chatte_ like me."

"I have no idea."

The cat was disappointed but not surprised. "That's what I thought you'd answer. Say, why is your name Brooklyn anyway?"

"Well, my parents told me they named me Brooklyn because they once wanted to move to Brooklyn, New York. But then they eventually ended up moving with me to California instead, which is where I should still be right now instead of this stupid train!"

"So impatient, kitten."

"I'm not 'Brooklyn', and I'm not a 'kitten'! I'm Brooke, and I'm the most popular girl in school, so you're going to listen to me!"

"_Pourqoi?_ On this train, I'm the bigger fish. You need to listen to denizens of the train like me if you want to get back to… where did you say you lived? Oh right, Cal-uh-forn-yuh."

"What the…"

"Listen, kitten, someone like you is truly one of a kind. And since I'm feeling generous, I have something I want to give you once you get your number down a decent amount."

"But I don't even know how to get my number down!"

Right as Brooke said that, the other cat left so she could figure out how her number worked. Soon after that, Zac and Oliver came back, with Randall following them with a "donut holer" in his body.

"Hey Brooklyn!" said Zac. "We just wanted to check on you to see how you were doing. Is everything OK?"

"Everything's fine" lied Brooke. She quickly noticed that Zac's number had gone down to 132. "How did you get your number down?"

"I don't know."

"You… don't know? How do you not know what you just did, given that everyone on this stupid train always obsesses over lowering numbers, whatever that means?"

Oliver decided to chime in. "Well, we helped the water person, and we were all talking to each other and then his number went down!"

Brooke was confused by Oliver's claim. "So, your number lowers when you do nice things to other people on this train? That's ridiculous! I don't want to be nice to these random dorks who I don't even know!" As she said this, she could hear a shuffling sound. When she looked back at her paw, her number had gone up to 305. "Great. My number just went up. That's the opposite of what everyone says should be happening to me right now."

Randall decided to join the conversation as well. "Well, one way you could help me is by buying a donut holer!"

"I don't want a donut holer, and I don't want to help anyone on this train!" insisted Brooke.

It was at that moment that everyone realized that she'd be on the train for quite a while.


	3. Chapter Three: The Blindfold Car

**Chapter Three: The Blindfold Car**

Quite a bit of time had passed and Brooke's number still hadn't gone down. Eventually, the group entered a car which was all black on the inside. The only thing of note that they could see was what looked like the entrance to a maze. However, before they could enter the maze, a star-nosed mole who walked on his hind legs came out.

"Did I just hear new passengers come in?" asked the mole. "Allow me to introduce myself. I'm Beethoven! I'm named after the blind painter because I'm blind, just like him."

"Actually," Zac interjected. "Beethoven was deaf, not blind, and he was a composer, not a painter."

Not knowing what else to say, Beethoven simply commented "I didn't know."

Wanting to get out of the car as soon as possible, Brooke stated "So, what do we need to do to exit?"

"First, since I can't see, I need to feel your bodies so I have a good understanding as to who you are. Remember, I'm blind".

"We know!" snapped Brooke. She was quickly loosing her patience with the mole.

Using his snout, Beethoven was able to feel each member of the group to get a sense of their physical shapes, sizes, and textures. He called Zac a "tall, smooth skinned fellow", Oliver a "tiny fluffball", and Brooke a "softie".

"I am _not_ a softie!" Brooke objected.

"Well, your fur is certainly soft. How do you keep it like that?" asked Beethoven.

"I use only the finest conditioner."

"Well, anyway, the softie gets to lead the others through this maze, and the others have to wear blindfolds and follow her."

"WHAT?"

"I don't make the rules, softie."

"I hate you guys."

Zac quickly noticed that simply listening to directions wouldn't be enough to get all three of them through the maze. "Wait, I think I'll need to hold your paw so I'll have a better sense of direction as we navigate the maze" said Zac.

Brooke was baffled by Zac's request. "And how exactly would that work?" she asked him.

"Well, I just get down and crawl just like you, holding your hand as we explore it." Zac then proceeded to do exactly that. It was just as ridiculous as it sounded.

Oliver quickly came up with an idea of his own. "Zac, how about I ride on your back, and you can be my horsie!" barked Oliver. The puppy then jumped on Zac's back, all ready to ride.

The first hour the trio spent in the maze was not very eventful. Instead of actually being helpful, Brooke constantly complained about having to help out these people who she really, really hated. Eventually, Zac had a realization.

"I can't believe I didn't realize this, but this is a lot like the team-building exercises that my high school would make me and my classmates do. We all hated them."

Brooke found this oddly relatable. "If they're anything like this stupid car, then I'm glad my high school doesn't do them. It would make me hate that place even more than I already do" she said in a surprisingly sincere way.

"Wait, you go to school? I thought only humans went there."

"Where I come from, _all_ animals go to school. Many of them go there so they can go to college, earn degrees, and get jobs. I personally don't give a hoot about school. I only go there so I can keep my position as Queen of the Barbie Dolls. And even if I didn't have such a big responsibility, my mom still insists that I have to go."

"But what will you do after you graduate?"

"My mom is super rich, so I will just keep living off her money for the rest of my life."

"That doesn't seem like a productive way to spend your time."

Brooke hated that Zac asked her about what she was going to do after high school. The truth was that she had no plans for what she was going to do after she graduated because she had no friends outside of school. On top of that, her mom was neglectful and her pet cricket Gigi had turned against her due to her mistreatment. But she did not want to admit any of that to anyone else because she feared that others would hate her if she admitted that. So instead, she simply said "My life is perfectly fine".

Zac was suspicious about that claim. "I'm actually in college right now. I currently study marketing at UC Irvine in Orange County. I plan on being an executive in the video game industry after I graduate."

"That's funny. I go to school in Orange County too. I'm a student at Orange County Day."

Zac laughed. "That's not a real school."

"What do you mean, it's not a real school?"

"I know Orange County quite well, and I know for a fact that there is no school there called Orange County Day."

"Interesting. Do you know of a place called 'The Cozy Shack'?"

"Also doesn't exist."

"The mall?"

"That could be any mall!"

One might think that this would result in Brooke going through an existential crisis, but that did not happen. If there is one thing that both Brooke and Zac knew about the train, it's that anything can happen as long as they were on there. Zac soon realized that this could only mean one thing.

"Wait," said Zac, "if you are a passenger and not a creation of the train because you have a number on your paw, then you must be from a different world! But why would the train take passengers from multiple different worlds?"

"Beats me" said Brooke. She didn't originally plan on saying anything more, but soon the implications of the conversation she just had with this mysterious human boy started to sink in. "Why did we even have this conversation? It made me learn more about you. It made me learn that I have stuff in common with you". As soon as she said that, her number went down to 288.

"Look, Brooke! Your number just went down!"

"Why would an awkward conversation like this make my number go down?"

"Beats me. It's not as weird as when my number went down as I was talking to all these water people who I had never even met while selling random junk in the Beach Car. Though they did make me feel uncomfortable at first."

"That conversation made me feel uncomfortable, too. Wait, is that how we lower our numbers? We make ourselves feel uncomfortable?"

"That certainly seems to be a pattern, so it's certainly worth trying".

For reasons she didn't fully understand, this compelled Brooke to help Zac and Oliver through the maze. Though it did involve a lot of trial and error, as mazes tend to do, after another two hours they finally completed the maze. To top it all off, both Zac and Brooke's numbers went down as they completed it. But they still weren't even close to zero by the time they finished the maze.

"Hopefully we won't have to make ourselves feel _too_ uncomfortable to get off this train" said Brooke. Unfortunately for her, the train had a lot more tricks up its' sleeve for her to tackle.


	4. Chapter Four: The Food Pyramid Car

**Author's Note: A little warning for people reading this that eating disorders are discussed in this chapter, specifically bulimia and anorexia. I changed the rating of the story just to be safe, but I still wanted to put a warning here.**

**Chapter Four: The Food Pyramid Car**

A week had passed since Brooklyn Hayes first boarded the train. After their bonding experience in the Blindfold Car, Brooke, Zac, and Oliver had all grown quite fond of each other, even if Brooke was still hesitant to call the human and the corgi her "friends". However, Oliver still had the tendency to get into quite a bit of trouble. This reached its' breaking point when the gang entered a car that had a literal food pyramid in it. From the waffle cone walls to the saltine cracker floors, Oliver just wanted to eat everything. On the flip side, Zac noticed that Brooke hadn't eaten much since she had gotten on the train, but was eating an uncomfortably large amount of food in this car.

"Why are you eating so much food, Brooke? Don't you feel uncomfortable eating that much?" asked Zac.

"I'm trying to get my number down. I thought we agreed that making ourselves uncomfortable is what causes that" whined Brooke.

"I don't think that making yourself sick is what will get your number down."

Even though Zac meant no harm when making that comment, Brooke did not take this comment well. "So I'm making myself fat for nothing? Oh dog, everyone at school is going to murder me once they see how fat I've gotten!"

"That's not what I meant!"

"Don't lie to me like that. You think I'm fat just like everyone else. I'm trying my best to lose as much weight as I can."

"I don't think you're fat. You look great just the way you are. If anything, you are quite _under_weight. Wait, is that why you haven't been eating much on the train?"

Brooke nodded.

Zac sat down next to Brooke and put his hand on her head. "Girl, you don't have you starve yourself just to lose weight. You just have to choose the right things to eat, and make sure you get plenty of exercise. Now that I think about it, we've both gotten way more exercise than usual while on this train".

Brooke couldn't help but smile at Zac's comment. "You know, maybe my eating habits do need to change…"

Suddenly, Brooke's number went down to 213. She tried to figure out why it went down, but eventually, she just told Zac "Maybe talking about food gets our numbers down, too?"

"My number didn't go down during that conversation."

"Well your number is like, half of mine. So maybe it gets more challenging to lower it after to certain point?"

Zac shrugged. Suddenly, they heard a friendly adult male voice.

"Don't forget about me!" said the voice.

Zac and Brooke quickly turned around and found the source of the voice. It was… Oliver?

"What's with the voice change, Oliver?" asked Zac.

"Oh nothing, it's just puberty" said Oliver, apparently. He then let out an inexplicable yawn. Brooke quickly noticed something in his mouth.

"Gigi, what are you doing inside Oliver's mouth? What are you doing on this train, for that matter?"

The creature inside Oliver's mouth was confused by Brooke's comment. "You must have been mistaken" the creature said. "My name is actually Perry. Think of me as something like an obedience trainer for your dog, only cuter!"

Zac was skeptical about this creature. "Perry? Is that short for 'parasite'? You certainly seem to act like one, given that you just jumped into our friend's mouth without his permission."

"I'm not a parasite" said Perry. "I just have that name because it's cute. I'm cute!"

"I've got to admit, you are pretty cute" said Brooke. "You remind me of the pet cricket I have back at home".

"You have a pet cricket?" asked Zac. "A cricket seems like a pretty strange choice for a pet."

"Where I come from, they are perfectly normal".

Zac just took Brooke's word for it. Oliver sat right next to the door, waiting for the passengers to open the door for him.

Perry made Oliver say "I'm ready for adventure when you are!".

* * *

The next car they entered was the Mashed Monster car, a car full of partying monsters. The car was definitely not Brooke's cup of tea, so she wanted to leave the car as soon as possible. Oliver, or more specifically Perry, on the other hand, was already partying with the monsters. "Guess we might as well stay here and have some fun" said Zac. Soon, Zac and Brooke were partying as well. They had lots of fun bursting piñatas, playing pin the tail on the donkey, and of course dancing. Their numbers even went down a bit as they enjoyed themselves at the party. Then Perry started making Oliver eat candy.

"What are you doing, Perry? Dogs can't eat candy!" said Zac.

"Where I come from, they do!" retorted Brooke.

"I already know that animals work differently where you come from, Brooke!"

"There's no need to argue" said Perry. "Oliver has just turned over a new leaf!"

Oliver then proceeded to throw up, vomiting out Perry along with the candy he made him eat.

"Oh god, let's get Oliver out of this car so he can let out all that sugar without making such a mess" said Zac. He then carried Oliver out of the car, with Brooke following close behind.

"Wait, don't leave me here!" said Perry. Everyone else ignored him, and the door closed behind the passengers as they left.

* * *

As Oliver kept puking off the bridge that connected the two train cars, Zac and Brooke both felt guilty.

"I can't believe I let that parasite control Oliver's body. It was clearly making him feel uncomfortable" said Zac.

Brooke sighed. "I can't believe I feel bad for Oliver, too. I usually find it funny or just don't care when other pets get sick at parties. But now I just have this strange feeling that allows me to … understand how he feels? This can't be right!"

Suddenly, another car moved in front of the one they were about to enter. The door opened on its' own and out came … the same cat Brooke saw in the beach car?

"It's called empathy" said the cat. "Come, let me show you inside. You need to pay me back for the advice I've given you".


	5. Chapter Five: The Carnival Car

**Chapter Five: The Carnival Car**

The next car was seemingly simple, consisting of just some grassy hills and a blue sky. The one thing that made the car special was a giant lucky cat with a door at the front.

"Follow me" said the cat.

The gang did what the cat said. When the opened the door, they were greeted by a massive carnival. There were games, vendors, and rides as far as the eye could see. Brooke had never been to a carnival before, so all of this was new to her.

"So, what exactly to we do here?" asked Brooke.

The other cat handed her a wooden ring. "You get to run the ring toss."

"What? I don't even though what a ring toss is!"

"Listen, kitten. Everyone who owes me something is working at this carnival to repay their debts to me. Even the water thing". Sure enough, Randall was working at a water balloon-filling game.

"Fine. But only because I'm somehow feeling nice."

Brooke walked over to the ring toss booth and got to work. The other cat turned to look at Zac and Oliver. "You guys are coming with me" she said.

"You just separated me from one my traveling buddies. Why do you just want us to come with you?" asked Zac.

"You'll see."

The cat lead them into a mysterious tent at the back of the carnival. Inside the tent was a television with a built in tape player.

"What exactly is this for?" questioned Zac.

"This" said the cat. She pulled a tape out of her vest. The tape was labeled "BROOKLYN HAYES".

"What even is that?"

"Just watch."

The cat put the tape in and pressed play. Soon enough, all three of them appeared to be at someone's house.

"Where are we?" asked Zac.

"Like I said, you'll see." said the cat.

Suddenly, a yellow kitten and a chocolate brown dachshund puppy chased each other through the house. The kitten tripped over the dachshund and started to speak.

"You're always so much fun to be around, Savvy!"

"Oh, I can't imagine life without you, Brookie!"

As their conversation continued, Zac quickly realized something. They were somehow _inside_ Brooke's memories. But before Zac could turn his attention back to the conversation, the tape switched to the next memory.

This memory took place right outside Brooke's house. Brooke, now a couple years older, was standing right outside her parents' car, which was packed with personal belongings. Surrounding the car were a bunch of moving vans. Of course, the dachshund was still there.

"I'm going to miss you, Brookie. Promise we'll keep in touch, OK?" said the dachshund.

"I promise" said Brooke.

The two shared a hug in tears before Brooke's mom told her it was time to leave. They both shed tears as Brooke followed her mom into the car.

The next memory showed Brooke being dropped off at a school. Zac quickly noticed that the sign read "ORANGE COUNTY DAY". This was the school that she told him about! Zac, Oliver, and the other cat followed Brooke into the school. There, another student started talking to her.

"Listen, if you want to fit in as this school, you've got to become popular. At this school, being popular means looking good, and only hanging out with the most popular pets. So ignore all the pets you knew from your past life, because they are completely useless around here."

Brooke immediately deleted a contact labeled "Savvy".

The next memory also took place at the school, but several things had changed. Not only had Brooke had now dyed her fur to the blonde that Zac and Oliver were familiar with, but the dachshund was now there as well. To Zac and Oliver's surprise Brooke did not pay attention to the the dachshund at all until it called her name. Instead, she was kissing a collie. As the dachshund started trying to hug her, two blonde dogs started to speak.

"Oh my gosh, Brooklyn, do you, like, know this loser?"

"Her outfit is so totally from Target. Gross!"

"Brooklyn! It's me, Savvy! Don't you remember me? Can you believe it? I moved too!" said the dachshund.

"Have we met?" asked Brooke.

"Oh, very funny Brooklyn. I know."

"Know? That's what I thought. Come on girls."

Brooke and the two blonde dogs left the room. This left Zac with more questions than answers.

"What exactly is going on here? How exactly is this high school drama going to help me or Brooke?" asked Zac.

"Just wait and watch" said the cat from the train.

The tape quickly went to the next memory, which took place in the school's cafeteria.

"Hi!"

"Oh my gosh, Brooke, it's the loser again."

"Huh?"

"Brookie, you totally remember me, right. Also, I totally dated that guy you had a crush on back in eighth grade" said the dachshund.

"Go away! I don't need you back in my life anymore" said Brooke.

"I will _never_ leave your life."

"Then I will ruin your life."

The next memory was another that took place in the hall, but the dachshund was now dyed an orangish brown with white spots, although some of the original color remained in her fur. Everyone in the school was excited to see her except for Brooke.

"What a wannabe! She looks so fake!" yelled Brooke.

The next few memories went by in rapid succession. There was one where Brooke texted to someone "DO SOMETHING, RACHEL! RUIN HER!". The next showed a dog spraying ink from a pen onto the dachshund's fur. The next showed Brooke reading a text which read "OMG brooke! Savannah asked sage to be her partner and he said YES!

The next major memory showed Brooke in a bedroom full of pink items and furniture. There was also a tiny caterpillar standing near her.

She said "I cannot believe this. Not one single person told me I looked pretty today. Not a single person! And you know why? Because they're all too busy fawning over … her."

In his mind Zac was trying to piece all of this together.

"What do they see in her?" said Brooke. "I really don't get it. She showed up wearing some bow that's like twice the size of her head and apparently that's cool? I'll tell you what's cool. The 300 dollar satin pants that I am wearing right now. Not some arts and crafts project she decided to glue to her head. I mean seriously? Oh, oh, and you know what else? People are saying that Savannah is popular. Yeah, yeah, that's right. And not just popular, oh no. People are saying that she is more popular than me. I'm sorry but how is that logical? I have worked my way to the top and I have been here for years now, and suddenly she takes my place in a day? I don't think so? Don't you agree?"

The caterpillar made a sound.

"I know, exactly. At least one thing's going my way. I think I took care of-"

Her phone started to ring.

"UGH! I AM! SO! SICK! OF THAT! PHONE! UGH! It's always ringing off the hook with work calls from my mom, and is she ever here to answer me? NO! SHUT UP!"

The caterpillar started to whine, and came over to Brooke to comfort her.

"Oh Gigi, you're right. All this stress is not good for my beauty. It's going to make my fur duller."

The caterpillar barked.

"Why am I even worrying? I'm always on top. I am the leader, and I'm going to make sure that it stays that way. Why was I feeling sorry for her yesterday? She doesn't deserve it, she doesn't deserve it at all! She thinks she can just roll in here and steal everything from me? First she tried stealing my boyfriend, and now my crown? I don't think so. I am going to show her who's on top. I am going to show them all who rules the school. You wanna know who that is? Mhm, me! Prepare yourself, Gigi. Things are going to get ugly."

The next memory showed Brooke in a dark room, with loud music playing in the background. She was with the two dogs she was always seen with, and she was seen tearing open a curtain, revealing the dachshund and the collie kissing with each other.

"Brookie!" said the dachshund. "How dare you interrupt our kissing session! I stole your boyfriend from you so I could feel pleasure and you couldn't! How dare you!"

"You're right, Savvy" said one of the dogs. "Brooklyn totally doesn't deserve to date any guys!"

"I agree with you, Alicia!" said the other dog. "Plus, Savvy is way cooler than Brooklyn will ever be."

Brooke then started to scream.

The next memory showed the dachshund breaking into Brooke's house to steal the caterpillar.

The memory after that showed the dachshund, in the school halls, biting Brooke. Brooke then grabbed the caterpillar and fainted.

The next memory showed Brooke lying in bed.

"Coast is clear, girls" said Brooke.

The two dogs that were supposedly not her friends anymore came out from behind a wall. Brooke then got out of bed.

"So, are we cool?" Brooke asked one of the dogs.

"We're cool."

The dogs shared a hug with Brooke.

"Nathan was a loser anyways."

"A really bad kisser, too" added Brooke. "I missed you, Rachie!"

"I missed you too, Brookie. Nobody kills my best friend and lives to tell the tale. I was wrong about that little wiener dog."

"I'm glad you think so. Because we are going to end her life."

The next memory showed Brooke saying goodbye to the two dogs right outside the school. However, it was really late at night. Brooke then jumped into her car.

"Let's follow her" said Zac.

He, Oliver, and the cat from the train jumped onto the back of the car so they could follow Brooke through the memory. However, the memory of her driving kept going for around ten more minutes.

Eventually, Zac asked, "Why does Brooke remember this? Nothing eventful happens here! Most of the other memories we saw seemed to tell a story."

"Just wait, young man" said the cat from the train.

Eventually, Brooke saw the train, and so did the viewers of her memories. She parked her car, got out, realized the train was the only place she could go, and boarded it.

* * *

Suddenly, Zac, Oliver, and the cat were back in the carnival tent, the same place they were when the cat popped the tape in, and the television showed nothing but static.

Zac was still trying to figure out what he just watched. "Why did you show us that tape? And why would you give our friend Brooke a tape of her own memories? In fact, why is she on the train in the first place? She's just some girl who got beaten up by some other girl who stole her property!"

"Oh, that's not entirely true" said the cat. "You see, a passenger's memories can be altered by the passenger based on how they prefer to see them. You see how her reason for being on the train wasn't clear?"

"Yes?"

"Well, that's because a lot of the memories on this tape are fake."

**Author's Note: Hope you enjoyed this chapter. It's my favorite in the entire fic, and also the longest. It was one of the first things I came up with when I conceived this fic. It was fun coming up with how Brooke would probably remember the events of LPS: Popular, as well as what it was probably like when Brooke and Savvy were friends. Bonus points if you can spot what is accurate to what actually happened in LPS Popular and what memories were fabricated.**


	6. Chapter Six: The Surgery Car

**Chapter Six: The Surgery Car**

"So why are giving Brooke this tape, anyway?" asked Zac.

"You didn't see much of the effects that the tape gives a passenger here because it wasn't your own" said the cat. "When anyone else watches a tape, it's almost like they are watching a movie, except they are watching it from inside the setting, if you know what I mean. But when a passenger watches their own tape, they are forced to relive their memories until they learn to deal with how their memories actually happened. Only then can they escape."

"Are you sure that's safe? I know Brooke isn't the kindest person around, but I don't want the train to kill her."

"I accidentally discovered this trick when I tested it on another passenger. I couldn't believe it worked, either!"

There was a moment of silence, before Zac said "Fine, you can give her the tape."

"Great! It's best if Brooke watches it on her own this time, in the meantime you can play some carnival games".

As Zac and Oliver left the tent, the cat called Brooke over. Zac and Oliver then proceeded to do everything in the carnival from playing games like target shooting, to riding rides like the ferris wheel, to eating deep fried hamburgers with deep fried donut buns and somehow not dying. After several hours, Brooke emerged from the tent, clearly upset at the cat, who was following close behind.

"Usually, passengers only get to exit the car once a month, but a know a secret exit I'll let you use, since this kitten clearly needs more help" said the cat.

Zac and Oliver simply nodded and followed the cat out the secret exit.

"Au revoir!" said the cat, as she stayed in the car as the door shut behind the gang.

As they headed towards the next car, Zac noticed that Brooke was unusually quiet. She also had a traumatized look on her face. Not even Oliver constantly trying to start a silly conversation with her got her to speak.

The next car was a dark room. All the room had in it was a surgical chair, and a table next to it with the various tools needed for surgery. There was a human-sized frog fast asleep on the chair, hooked up to general anesthetics that were keeping it asleep. Next to the entrance were a bunch of neatly organized aprons, surgical masks, and gloves for protection. Zac, Brooke, and Oliver all put on their gear and headed over to do the surgery. As they tried to figure out what to do, Brooke's claws came out and she tried to claw the patient open. This made Zac realize something, but he decided to save talking about that for later.

In the meantime, he blocked Brooke from clawing the patient and said "Careful. You have to use a clean tool like a scalpel to cut a patient open. Please get a new set of gloves and I'll help you continue the operation".

As Brooke did so, Zac and Oliver got to work on the patient. Soon, the three of them were working together. They did surprisingly well for a group of people who had no medical training whatsoever. As they stitched up the patient when the surgery was done, however, Zac decided to bring up his concern to Brooke.

"So, did you claw Savvy when you were trying to get Gigi back?" asked Zac.

Brooke finally decided to speak up. "Um… how do you know about this?"

"We saw your tape, too!" Oliver chimed in.

"Oh dog," said Brooke, "I didn't want you to see those memories. I really don't like looking back at them. And the more I look back at them, the more I realize that I've made a huge mistake. Say, I wonder what my number is now, anyway, it's been a while since I last checked."

She gasped when she saw her number. It was at 63.

Zac couldn't help but be impressed at her number. "Oh my gosh. That's the same as my number!"

Their excitement woke up the frog. Thankfully, the surgery was done by this point, so he wasn't hurt by anything. The exit door of the car then unlocked.

"Another puzzle solved!" barked Oliver.

"We know, Oliver," said Brooke "but what's more important right now is that we're getting closer to getting off this train. But I have a feeling there's _something_ we still need to figure out before we get off this train".


	7. Chapter Seven: (see chapter)

**Author's Note: ****The next few chapters are pretty short and silly compared to the rest of the fic. When I first wrote it out, after I wrote the first half over the course of a week, I spent several hours on a marathon finishing the second half. Sorry if it feels rushed!**

**Chapter Seven: The Motivational Speech Car**

Throughout her journey on the train so far, Brooke had gone through a lot of strange, self-reflective trials. But this next car would cause her most self-reflective adventure yet. No, it wasn't the Chrome Car. It was… the Motivational Speech Car. Brooke didn't realize it until she was greeted in the car, which looked like a school auditorium, by a talking bull, who told her to give an improvised motivational speech. But here she couldn't help but break down crying. It took a little while before she could start speaking. When she did, no one could believe the words that were coming out of her mouth.

"Listen, when I got on this train, I didn't even know why I got on. I felt like I was trapped, like I had nowhere to go. But then, I started to feel all these emotions that I hadn't felt in quite some time. Feelings like… friendship." She turned to look at Zac and Oliver, then turned back toward the audience. "Kindness. Acceptance. Loyalty. And it feels really weird. Like, why does this train even make me feel these feelings. Why does this train exist? Why am I here?" She quickly realized that she still hadn't found the answer to that original question she had since she boarded the train. "I'm not even sure anyone else will understand that I was on this train, or that I had all these strange experiences. Solving mazes with blindfolds, having dance parties with monsters, doing surgery on a frog. These experiences are simply unusual, and I don't know who else will understand them".

Zac interjected. "We will. And although we will all probably go our own separate ways once this adventure is over, we will all share these memories of it together."

Oliver couldn't help but add, "That's what really matters in the end, all the memories you make with the friends you make on the train. At least, that's what Atticus, the king of Corginia told me. The reason why I went on this trip was because of the tales Atticus told me about a passenger he met named Tulip. He described Tulip as someone else curious about the train, someone who didn't know why she was there. Someone kind of like you. But she was also reluctant to make new friends on the train. She obviously met Atticus, a kind and noble king, but she also met One-One, a robot who simultaneously felt everything. Like, he literally had two sides to his personality. One was always happy, one was always sad, but together, they felt everything. And One-One also knew everything. He knew everything about the train.

Everyone in the audience was speechless.

After a little while, Zac simply said "I didn't know you could be so insightful, Oliver."

"I just really like the stories Atticus tells me" said Oliver.

"Wait", said Brooke, "if this 'One-One' guy knows everything about the train, could he help me get my last push, too?"

"Maybe…" said Oliver.

"Well, maybe One-One is exactly what we need, than" said Zac.

"So, I guess that's the moral of story then" said Brooke. "If you have friends, and motivation I guess, than you can do everything".

And then everyone stood up and clapped.

As the gang left the car, Brooke was simply amazed that the audience liked that speech.

"That was the worst presentation I've given, and these people still liked it?" asked Brooke.

"Eh, I've given far worse speeches" said Zac.

"But now I just have another question. Where can we find One-One?"


	8. Chapter Eight: The Loss Car

**Chapter Eight: The Loss Car**

The next car that the gang entered simply could not be described with words.

"What even are these cars anymore?" asked Brooke.

"I don't know" said Zac. "Say, I know this is a weird question, but why do you call your pet Gigi a cricket? She's clearly a caterpillar."

Brooke couldn't help but smile and laugh at the question. "You've watched my memory tape in its' entirety, and that's the one question you have?"

"Well, it's not the _only_ question I have about you and that tape. It's just the one that I thought you'd be the most comfortable answering."

"Why don't you ask me some more difficult questions? Like why Gigi is so important to me. Making us uncomfortable makes our numbers go down."

"No, I don't think it's making us feel uncomfortable that makes our numbers go down. It's _learning to deal_ with what makes us feel uncomfortable that makes our numbers go down. Or something."

"Hm. It both makes sense and doesn't make any sense. So I guess it makes sense by the train's logic. Just like this car."

"I guess it makes sense as well to ask you, because I'm kind of curious. Why is Gigi so important to you?"

"She is my only friend outside of school. Well, _was_ my only friend outside of school. You see, she actually ran away because I neglected her, and I would beat her up when I was angry. Now that I think about it, I think I know why she doesn't like me."

"Your pet kind of reminds me of my peers from school. They always offer to help me out with my group projects, but I just kind of ignore them as well. At least I didn't try to beat them up".

Both of their numbers went down to 16.

Brooke simply said "Nice".

"Hey, I think we've spent enough time in this car, maybe we should get out of here" said Zac.

After navigating through the car, they exited and quickly entered the next car, which was all covered in fur on the inside. But suddenly, the fur felt all wet.


	9. Chapter Nine: The Deus Ex Machina Car

**Chapter Nine: The Deus Ex Machina Car**

The Fur Car was a car covered in fur. It wasn't much, but it was enough for Brooke and Zac to plan their climatic confrontation with One-One.

"So, which car is this One-One thing even in?" asked Brooke.

"Well, the thing is, I don't know at all" said Zac.

"But I thought you were a college student?"

"That doesn't mean I know everything! In fact, I know almost nothing about this train, just like you!"

"Guess I'll have to figure this one out, then. Wait, wasn't One-One the guy in the video that we both saw when we first woke up on the train?"

"Yes?"

"And in that video, he's standing in front of a green backdrop. So maybe if we can find a Green Car somewhere, One-One will be there."

"Are you insane, Brooke?"

"Yes, I think we've both lost our sanity from being on this train for far too long."

"Do you have any other crazy ideas for how we can get off this train?"

"What if someone just showed up in this car and offered to take us there?"

"No, my writing teachers would hate that. They call that sort of thing a deus ex machina."

Suddenly, Randall materialized from the fur that surrounded them.

"Hello again, I'm Randall 'Deus Ex Machina' Randall" said Randall "Deus Ex Machina" Randall.

"How convenient" said Zac.

Brooke, Zac, and Oliver then proceeded to ride in Randall's body all the way to the Tape Car.

**Author's Note: Yes, I know that this is a massive copout, but I couldn't figure out any other way for them to reach the Tape Car. Yes, the next chapter is going to be the last.**


	10. Chapter Ten: The One-One Car

**Chapter Ten: The One-One Car**

Randall ended up dropping off the trio on top of the Tape Car and then left.

"How are we even going to get in this car?" asked Brooke.

Suddenly, right in front of them, a deer rocketed through the roof of the car, leaving a massive hole on top of it.

"That's strange, even for the train's standards" said Zac.

The passengers and the Corgi jumped through the hole, somehow landing safely in the number-printing area of the car without a scratch on any of their bodies. However, the main screen in front of the passenger loading area was cracked, a lot of the circuits were broken, and there was chrome goo all over the room.

"I'm not even going to ask" said Brooke.

"I am" said Sad-One. "What are you guys doing here?"

"We came for answers" explained Zac. "About our numbers, about why we're on this train, about why _a cat_ is a passenger on this train".

"How did you guys even get here?" said Sad-One.

"I thought you would be helpful to us," explained Oliver "because you were helpful to Tulip".

"Miss Tulip and I are very good friends, though," said Glad-One, "and she didn't really need my help to figure out her problems. Just like you guys don't need help with your problems. You guys are both at 16!"

"But why are we even on this train in the first place?" said Brooke.

"You don't remember my video, do you?" said Sad-One.

"This is a train where you sort out your problems" said Glad-One.

Brooke was taken aback by that statement.

"The numbers are made by the train based on your life, in order to help you have the most personalized experience we can offer!" continued Glad-One.

Brooke looked down at her number.

"If you want to go home, get your number down to zero and _poof_! Away you go!"

Brooke all of a sudden had a very determined look on her face.

"You can't spell 'escape' with 'companionship'!"

Brooke took a look at One-One, then back at Zac and Oliver. She all of a sudden had her biggest realization yet.

"I'm on the train because… I've been treating everyone in my life badly. I've pushed Savvy, my once best friend, away from me, I've been dating popular boys simply to keep up my social status, I use my female friends only for my personal gain as well, and I even treat Gigi like dirt because my parents treated me the same way. But I shouldn't be like my parents, I should be my own person. A better person. A friend."

Zac added onto this by saying "I'm on the train because I'm not as good at interacting with my peers as I need to be for my job. It's not as complex as Brooke's reason, which is probably why my number is smaller, but it's why I'm on the train".

Suddenly, both of their numbers got down to zero and their exits appeared right next to each other on the train.

"Wow," said Brooke "I can't believe I have to leave these people on the train behind to go home. I was just starting to really like them".

"Me too" said Zac. "Me too."

"The goodbyes are always the saddest part" said Sad-One.

The group quickly shared a goodbye hug before they all went their own separate ways, except for Oliver, who was sitting next to One-One as well. Oliver was clearly teary-eyed, just like everyone else.

"You know," said Glad-One "just because you didn't do as much as these passengers doesn't mean you didn't help as well. Now let's get you home. One-One brought over an extra passenger memory pod and used it to send Oliver back to Corginia.

* * *

Brooklyn Hayes had just arrived at school. It was her first day back at class in over a month.

"Savannah, follow me behind the vending machine" said Brooke.

"OK…" said Savvy. Clearly she was nervous about seeing Brooke again, but she followed her over there anyway. Maybe it was a gut feeling she had.

"Listen, Savvy, I'm really sorry for what I did over the past few years."

* * *

**Author's Note: Thanks for reading my first published fanfic! I left some hints throughout the story regarding when it's supposed to take place in the Infinity Train timeline. Here are some hints, the deer rocketing through the Tape Car at the beginning of this chapter is important, as is the description of the inside of the Tape Car, Zac's number when this chapter starts and (to a lesser extent) the descriptions of Zac and Oliver's looks in the first chapter.**


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